In Muensterville, the residents' reason for trapping the kids and ponies is explained when it becomes clear that they believe them to be on Knight Shade's side, as he recently passed through and left their children ailing and weak. After protesting the contrary, Megan notes that the children don't cast shadows and concludes that this must be connected to their sickness, with Galaxy further speculating that the loss of their shadows is an outward sign of some kind of internal loss of substance. The Muenstervillians are eventually swayed to the heroes' side, and the mayor and sheriff offer to help infiltrate Knight Shade's camp.
Once in, the baby ponies are quickly found by following the sound of their crying, and discover them drained and shadow-less as well. After freeing them, Molly spots Knight Shade heading to his trailer and they follow him, spying in to see him and Zeb talking to a figure in a mirror. After Zeb leaves, they burst in, confront Knight Shade and demand he give back the shadows he stole. Knight-Shade instead bucks the mayor and sheriff of Muensterville into the ponies and makes a run for it, but is grabbed and tied up by Heart Throb and Lofty. When confronted, he breaks down into tears and reveals that he was forced to do this by Erebus, a cloud wizard who tricked him into serving him and ensures his loyalty by threatening to take his own shadow and because Knight-Shade needs to continue serving him if he's to have any hope of restoring his own town, whose shadows Erebus took long ago.
After commiserating with Knight Shade, the heroes decide to take the fight directly to Erebus and head for Grayvale, Knight Shade's hometown. When they get there, they find a derelict, lifeless husk of a town and city's worth of tattered, angry and shadow-less horses who have a great many bones to pick with Knight Shade…
This episode contains examples of:
- Angry Mob Song: "We're Gonna Make You Sorry", where the residents of Grayvale make clear their displeasure with the return of former resident Knight Shade, since the Deal with the Devil he made with the serial's villains allowed them to steal their shadows and render them sickly and miserable, and about their intentions to make him regret ever showing his face in town again.
- Cliffhanger: The episode ends with the heroes cornered against a cliff and facing down an approaching and very angry mob, with no clear means of escape.
- Freudian Excuse: Knight Shade reveals that his actions were due to having been blackmailed by the real villains, who have been forcing him to lure victims to them by threatening to steal his shadow if he doesn't, and due to sticking with Erebus and Zeb being his only hope of restoring the shadows stolen from his hometown and his mother.
- Rat Men: Erebus and Zeb are served by anthropomorphic rats, nastier and meaner cousins to the anthropomorphic mice of Muensterville.
